Amendment to Strategic Partnership Agreement between MTTR, LLC and Outlook Therapeutics, Inc.
This amendment updates the Strategic Partnership Agreement between MTTR, LLC and Outlook Therapeutics, Inc. It introduces an additional monthly retainer fee of $115,516 to be paid by Outlook to MTTR from May to December 2019, due on a specified day each month. While this additional fee is in effect, the regular monthly retainer fee is reduced by $50,000. The amendment also clarifies that the additional fee is excluded from certain cost calculations in the original agreement. Both parties have agreed to these changes by signing the amendment.
Exhibit 10.1
[***] = Certain confidential information contained in this document, marked by brackets, is omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.
MTTR, LLC
[***]
Attention: [***]
Email: [***]
June 4, 2019
Outlook Therapeutics, Inc.
7 Clarke Drive
Cranbury, NJ 08512
Attention: Lawrence A. Kenyon
Email: [***]
| Re: | Strategic Partnership Agreement between MTTR, LLC and Outlook Therapeutics, Inc. |
Dear Larry:
This letter is to further amend the Strategic Partnership Agreement between Outlook Therapeutics, Inc. (“Outlook”) and MTTR, LLC (“MTTR”) dated February 15, 2018 and amended by the letter amendments dated March 2, 2018 and March 4, 2019 (the “Agreement”). There are no changes to the Agreement except as set forth below:
Section 9.1(a) shall be modified to insert a new Section 9.1(a)(i) as follows:
Section 9.1(a)(i) Additional Retainer Fee. In recognition of additional use of MTTR resources by Outlook commencing in December 2018, an additional retainer fee (“Additional Retainer Fee”) will be paid by Outlook to MTTR on a monthly basis beginning in May 2019 and ending in December 2019. The Additional Retainer Fee is $115,516 per month and will be paid on the [***] day of each month, or the first business day thereafter if the [***] falls on a weekend or bank holiday, except the payment due on May [***], 2019 shall be paid within [***] days of the first date set forth above. The Monthly Retainer Fee will be reduced by $50,000 while the Additional Retainer Fee is in effect. Notwithstanding Sections 1.1 and 9.1(b), the Additional Retainer Fee will be excluded from the Section 9.1(b) calculation of the Offset of the Retainer Fee and the Additional Retainer Fee and Monthly Retainer Fee shall not be included as Actual Deductible Costs.
Please confirm Outlook’s agreement with the changes as set forth in this letter by signing this letter and returning a countersigned copy to me at [***].
Sincerely,
MTTR, LLC
| By: | /s/ [***] | |
| [***] |
| Acknowledged and Agreed: | |||
| OUTLOOK THERAPEUTICS, INC. | |||
| By: | /s/ Lawrence A. Kenyon | ||
| Lawrence A. Kenyon, President and CEO | |||
